Announcement of Intention to Make a Tender Offer to Shareholders of PHINMA Petroleum and Geothermal, Inc.
Pursuant to paragraph 5 of Rule 19 of the Securities Regulation Code, this is to advise you that PHINMA Energy Corporation (PSE: PHEN) will acquire 62,962,428 common shares of PHINMA Petroleum and Geothermal, Inc. (“PPG”) registered in the names of, and/or beneficially owned by the following shareholders, representing approximately 25.185% of the total issued and outstanding capital stock of PPG (the “Transaction”) subject to the approval of PHINMA Corporation and Philippine Investment Management (PHINMA), Inc.:
PHINMA Corporation – 32,481,317 common shares (12.993% of total outstanding shares)
Philippine Investment Management (PHINMA), Inc. – 30,481,111 (12.192% of total outstanding shares)
Total – 62,962,428 (25.185% of total outstanding shares)
The Bidder currently owns 126,838,679 common shares, representing approximately 50.735% of the total issued and outstanding capital stock of PPG. After the Transaction, the Bidder will own an aggregate of 189,801,107 common shares, representing approximately 75.92% of the total issued and outstanding capital stock of PPG.
The Bidder will be making a voluntary tender offer for the remaining 59,208,851 common shares of PPG, representing approximately 23.684% of the total issued and outstanding common stock of PPG, other than the common shares of PPG held by PHINMA Power Generation Corporation, a 100%-owned corporation of the Bidder. The terms of the tender offer shall be announced separately on the date of the commencement of the tender offer.
